My work often involves foreign companies that have unclear ownership structures that my clients would like to know more about. Given the ongoing scandal involving the We Charity, what can be learned by applying the same approach? What companies make up the We Charity and its related corporations? First the answer, then the method.
The Likely We Entities: 13 Corporations in Canada and the US
We Charity (Canada, Not-For-Profit)
We Charity Foundation (Canada, Not-For-Profit)
We Charity (New York, Not-For-Profit)
Me To We Foundation of Canada (Canada, Not-For-Profit)
Global Impact Fund Inc. (New York, For-Profit)
Global Impact Fund Inc. (Ontario, For-Profit)
Global Impact Fund Group Inc. (Ontario, For-Profit)
Me to We Consumables Inc. (Ontario, For-Profit)
Me to We Travel Inc. (Ontario, For-Profit)
Me to We Shop Inc. (Ontario, For-Profit)
Me to We Trips Inc. (Ontario, For-Profit)
Me to We Asset Holding Inc. (Ontario, For-Profit)
Me To We Social Enterprises Inc. (Ontario, For-Profit)
The above Ontario companies require paid corporation profile reports before they can be clearly related to We, but they are likely We-related. Anyone seriously looking into the structure would order the reports and perhaps look into foreign jurisdictions. And there's a Federal corporation that is probably not related but with a similar name: Me To We Property Management Inc.
The Technique
A helpful technique for doing due diligence in these cases is to take a look at the intellectual property filings for the company (or companies within the corporate group). Usually the starting place is to look at the company's website to identify products and possibly company names, and then look to filings internationally and domestically to glean details of the structure, partly through looking at assignments (particularly for US IP). What does this look like for We?
We.org Terms of Use Agreement
Several entity names are disclosed in the We terms of use agreement but none are addressed by their actual legal names. This is not very helpful. But it's worth pointing out that the terms cover two entities, and one of the aspects of the We controversy is that they blurred the borders between a charity (We Charity) and for-profit company (Me to We), and the terms certainly reinforce that conclusion with text like this: "You can ask to view Personal Information about you held by WE Charity or ME to WE by writing to legal@WE.org."
"We Charity" Trademarks
We Charity is the owner of a trademark for "We." It shows an interesting transfer history from United Way of Winnipeg -> Free the Children -> We Charity. The Canadian trademark database doesn't have much more for this, but the United States system does.
The current owner of the trademark "We" (note that it doesn't have the period in it) is owned by "We Charity Non-Profit Corporation New York", a US non-profit. This trademark was assigned from "Free the Children", a New York-based non-profit (with the same name as the Canadian non-profit) to "We Charity", a New York non-profit with the same name as the Canadian charity, and the same address, but it's a New York entity. There was also a "Free the Children" non-profit in New York that parallels the Canadian entity of the same name. At this point, several legal entities have been identified:
Free the Children (Canada) (old name)
Free the Children (New York State) (old name)
We Charity (Canada)
We Charity (New York State)
Me To We Foundation of Canada (Canada Not-For-Profit)
Who owns "Me To We"? The USPTO records the owner of "Me to We" as "Me to We Social Enterprises Inc." (Canadian corporation). The Canadian trademark records are the same, but shows an original owner of "Kiel Projects Inc." with the same address on Carlton St. as Me to We. Presumably that's a predecessor organization, but a Globe and Mail article from 2010 says that's a holding company of the Kielburger brothers ("Three years later, they founded Kiel Projects Inc. (KPI), a holding company that manages the money from the brothers' work on the side ..."). A 2011 report from Investors Group shows that they gave money to this organization as part of their "corporate citizenship". More on this company below.
There's also an assignment of a trademark ("Halloween for Hunger") and a few similar marks from Free the Children (Canada) to We Charity (New York State). This is different from some of the other assignments because they didn't just do a name change, they transferred IP across the border from the Canadian entity to the US entity. In contrast, the "Free the Children" trademark (USPTO #77077223) continued with the We Charity in Canada when the name was changed from Free the Children to We Charity. There are many marks and tracing all of them is beyond the scope of this article.
Kiel Projects Inc.
This company isn't registered in Canada today. Where did it go? There's a company in New York state named "Global Impact Funds Inc." that up until 2013 was named "Kiel Projects Inc." and it currently lists as its CEO "Marc Kielburger" with an address of the New York law firm used for other We entities in the US (see below about the We Charity entity in New York).
We Charity in New York
We Charity New York is a non-profit corporation with its registered address as a law firm in New York state near the Canadian border. From here, the IRS EIN can be found for their 990 forms, and here's their latest 990 that details the non-profit's US activities: https://apps.irs.gov/pub/epostcard/cor/161533544_201908_990_2020020617120746.pdf. One of the things reported in that form is that they spent $297k USD in 2018 on a political consultancy firm called "202 Strategies LLC" (202 is the area code for Washington, D.C.). Their website asks "Why do Prime Ministers and Presidents, CEOs and Celebrities, turn to 202 strategies?" I wonder why We Charity did.
What About Other Entities?
Once you know the names of a few companies in a group, you can search for more. One excellent source of information is the fairly new consolidated business registry service for Canada which has information that normally requires a fee to search.
Searching for "Me To We" produces the following Ontario companies:
ME TO WE CONSUMABLES INC., Toronto, ON, #2588037, Incorporated 2017-07-18
ME TO WE TRAVEL INC., Toronto, ON, #1798774, Incorporated 2009-06-08
ME TO WE SHOP INC., Toronto, ON, #1943043, Incorporated 2015-11-01
ME TO WE TRIPS INC., Toronto, ON, #5000685, Incorporated 2018-09-01
ME TO WE ASSET HOLDINGS INC., Toronto, ON, #1798771, Incorporated 2009-06-08
ME TO WE SOCIAL ENTERPRISES INC., Toronto, ON, #1782755, Incorporated 2008-10-31
And a Federal non-profit:
ME TO WE FOUNDATION OF CANADA, Toronto, ON, #10604275, Established 2018-01-29
And an intriguingly named Federal corporation:
ME TO WE Property Management inc., Toronto, ON, #1161949-7, Incorporated 2019-09-12
Me to We Property Management Inc.: Unrelated?
This company is registered with what appears to be a residential address (Google Streetview shows that). It's the same address listed for the sole director of the company: "Muhammad Shujaat Randhawa". His LinkedIn profile has no information other than listing him as the CEO of that company. The same information is listed for another company named "T&S Elite Security Services Inc." and several numbered companies that don't seem related (10362557 CANADA INC.). The person behind T&S Elite Security Services has a Twitter account that doesn't indicate he's associated with Me to We. It's possible this company isn't actually related to Me to We.
What About "Global Impact Fund"?
The company that used to be called "Kiel Projects Inc." in the United States that became "Global Impact Fund Inc." probably has a parallel company in Canada, as with the other companies related to We. A search in Canada produces two Ontario corporations:
GLOBAL IMPACT FUND INC., Toronto, ON, #1968322, Incorporated 2017-01-01
GLOBAL IMPACT FUND GROUP INC., Toronto, ON, #2756325, Incorporated 2020-05-19
There are no trademarks in Canada or the US for these names.
We Charity
A search of the Corporations Canada database shows two Federal not-for-profits with the same address but slightly different names and different boards:
We Charity Foundation, #1060450-0, 339 Queen Street East, link
We Charity, #335640-0, 339 Queen Street East, link
Interesting note about the We Charity Foundation: one of the directors is Victor Li, who's also listed as the CFO for the US non-profit and has been the subject of recent news articles for his role in many of the We entities. He's not a director of We Charity.
Shortcomings
Publicly available information only gets you so far. There are probably other related companies that would be difficult or impossible to discover. If the We Charity and the related companies have taken any steps to hide their corporations, that would be difficult to uncover with these methods, but it looks like all the IP is owned by the companies/non-profits listed at the top of this post.